The final 15 contestants must give their all when they are brought together to compete for the three coveted spots in the new Pussycat Dolls inspired group, Girlicious. As they prepare for performances for the judges, the girls must deal with each other's stress, which leads to tension. Finally, three girls are sent home and the remaining twelve contestants move into a loft for Pussycat Doll boot camp and continue in the competition.

The contestants are given confidence tips by the Pussycat Dolls themselves, and are later visited by JC Chasez from N'Sync. However, when the girls are broken up for group performances one contestant's lack of confidence causes drama to erupt. At the end, one girl is eliminated and asked to hang up her boa.

Tension and drama erupts in the house when three contestants are given the task of choosing their own teams for the performances. The last girl chosen begins to feel left out, but when she reveals her story, the other contestants start looking at her differently. Meanwhile, lead Pussycat Doll Nicole Scherzinger performs before the ladies must face their most critical audience yet. In the end, a confident girl ends up in the bottom two, and another hopeful must hang up her boa.

The remaining girls are given makeovers, which they later display at a red carpet event. Soon, the performances are taken to a new level; three girls are asked to perform on roller skates, and one girl blames her weak performance on her new look. In the end, another girl is asked to leave the competition and hangs up her boa.

The competition continues to get heated as personal tragedy strikes one contestant and causes her to let her guard down. Meanwhile, Blake McGrath and other surprise visitors stop by the studio to assist with the choreography, and a major confrontation leads to one pondering whether or not she should quit the competition. In the end, another girl is eliminated and forced to hang up her boa.

Drama breaks out as one of the contestants gets into a heated argument with the vocal coach, Kenn. Meanwhile, the girls begin production on one of the first tracks for their group album, and Nicole Scherzinger offers them advice on how to work their vocal expressions. In the end, another girl must hang up her boa.

Exclusive footage from the entire second season is revealed, including special moments, catfights, and previously unseen events.

Now that their first single has been recorded, the ladies go on a sea expedition to film their first music video. While at sea, the girls must do their best despite turbulent waters. At the end, one girl must hang up her boa.

The final five's media skills are put to the test when the ladies must undergo radio and on-camera interviews. Meanwhile, now that the stakes are so high the contestants try to put aside their differences for the better of the group, but one girl refuses to take part in the peacemaking. In the end, one of the contestants must hang up her boa and leave the competition.

As the remaining contestants prepare for their final performance, one girl begins to question whether this is the right path for her. In a shocking decision, the three members of Girlicious are announced.